This User Agreement (“Agreement”) is between You and Gemstone Travel Management Systems Inc. (“Company”) for use of CIRYS Online (the “Service”). YOU SHOULD READ CAREFULLY AND UNDERSTAND THIS AGREEMENT. YOUR USE OF THE SERVICE AND/OR REGISTRATION AND VERIFICATION OF YOUR ACCOUNT FOR USE OF THE SERVICES, CONSTITUTES YOUR ONGOING ACCEPTANCE OF THIS AGREEMENT IN YOUR BEHALF AND IN BEHALF OF ANY OF YOUR EMPLOYEES AND AGENTS TO WHOM YOU PROVIDE THE SERVICE. YOU ARE SOLELY RESPONSIBLE AND LIABLE FOR YOUR NON-COMPLIANCE AND THE NON-COMPLIANCE OF YOUR EMPLOYEES OR AGENTS WITH THIS AGREEMENT. YOU FURTHER REPRESENT THAT YOU ARE AUTHORIZED TO ACCEPT THESE TERMS AND CONDITIONS. IF YOU CANNOT ACCEPT THIS AGREEMENT, PLEASE DO NOT USE THE SERVICE.

• Service

  CIRYS provides a messaging service for its trip-related information, available from the Company online through our mobile application. The Service provides users with the ability to view trip-related information, and receive updates related to their trips. Company has no obligation to provide support, maintenance, upgrades, modifications or new releases to the Service under this Agreement.

• Use of Service

  • Company grants You a limited right to use the Service for personal, non-commercial, and lawful purposes only.
  • Restrictions. Except as expressly authorized by Company in writing or otherwise enabled by Company:
    • You will not access the Service in a manner or through an interface not provided or authorized by Company including but not limited to, any automated means (e.g., scripts or bots);
    • You will not copy, reproduce, duplicate sell, trace, resell or exploit the Service;
    • You will not reverse engineer, disassemble or decompile any portion of the Service or its software, except to the extent expressly permitted by applicable law, and then only after You have notified Company in writing of Your intended activities;
    • You will not upload, transmit, post or otherwise share any content that violates or infringes upon the rights of any third party, including, without limitation, copyright, trademark, privacy, publicity or other personal or proprietary rights;
    • You will not modify, adapt or hack the Service or modify a website so as to falsely imply that it is associated with the Services. You will not create or submit unwanted email or other messages to any other Service users;
    • You will not transmit any worms or viruses or any code of a destructive nature through Your access or use of the Service;
    • You will not use the Service to upload, post, transmit, share, store or otherwise make available any content that we deem to be harmful, threatening, unlawful, defamatory, infringing, abusive, inflammatory, harassing, vulgar, obscene, fraudulent, invasive of privacy or publicity rights, hateful, or racially, ethnically or otherwise objectionable;
    • You will not use the Service to upload, post, transmit, share or otherwise make available any unsolicited or unauthorized advertising, solicitations, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation;
    • You will not republish or syndicate the information available on the Service (including but not limited to information made accessible to non-paying users via any portion of the Service provided on a paid subscription basis);
    • You will not disrupt, overwhelm, attack, modify or interfere with the Service or its associated software, hardware and/or servers in any way, and You agree not to impede or interfere with others’ use of the Service;
    • You will not alter or tamper with any information or materials on or associated with the Service. Other than connecting to Company’s servers by http requests using a Web browser, You may not attempt to gain access to Company’s servers by any means – including, without limitation, by using administrator passwords or by masquerading as an administrator while using the Service or otherwise.
  • You are solely responsible for up to date contact information to receive information from the Service. Company will not be liable for information sent to a device that is associated with Your outdated mobile phone number or email address. If You install any software or enable any service that stores information from the Service on any mobile device or computer, it is Your responsibility, prior to transfer of such device, to remove Your information or otherwise disable access to such software or service, in order to prevent unauthorized access to Your information or account. Company reserves the right to provide You with information relating to Your trip and/or use of the Service, including emergency matters and messages from our suppliers regarding their respective services.
  • You are solely responsible for any activity and content (including, without limitation, data, text, information, screen names, graphics, photos, profiles, audio and video clips, and links to third-party content) that is displayed, published, uploaded or posted through Your user account (collectively, “User Content”). If You have reason to believe that Your account is no longer secure (e.g., loss, theft or unauthorized disclosure or use of Your access information or computer or mobile device used to access the Service), You are responsible for changing the affected access information.
  • In order for You to access travel itinerary and related data, You authorize Company to obtain such data on Your behalf and You represent that You have the right to control and access the data which You request and access through the Service.

• Intellectual Property and Data

  • Company retains all rights and ownership to copyright, trademark, trade secret and any other intellectual property rights in the Service and any derivative works thereof. All content of the Service (except User Content as defined below), including but not limited to designs, text, graphics, pictures, video, information, applications, software, music, sound and other files, their selection and arrangement, and its “look and feel” (the “Service Content”), are the proprietary property of Company or its licensors with all rights reserved. No Service Content may be modified, copied, distributed, framed, reproduced, republished, downloaded, displayed, posted, transmitted, or sold in any form or by any means, in whole or in part, without Vendor’s prior written permission. You do not acquire any rights in the Service or the Service Content, other than those rights expressly granted under this Agreement.
  • We do not assert ownership of the photos, profiles, etc. (known as “Your User Content”). When you post Your User Content, You authorize and direct us to disclose Your User Content as necessary to provide the Service and make such copies thereof as we deem necessary in order to facilitate transmission, posting and storage of the Your User Content on the Services. The use of Your User Content by Company is subject to applicable laws and Vendor’s data privacy policy.
  • If You provide Company with feedback, suggestions, testimonials, comments, ideas, ratings, reviews, bug reports, or any similar or related information (“Feedback”), You agree that (a) any and all right, title and interest to such Feedback will become the exclusive property of Company, (b) Company will be able to use and share such Feedback without Your consent, only if Company does not use Your first and last name (c) If You give prior consent, Company will be able to use and share such Feedback, while including Your first and last name (d) Company will not be responsible for providing You with any compensation whatsoever regarding the Feedback, and (e) Company may already have contemplated or be contemplating the same or similar ideas as Your Feedback. If You do not agree with these terms regarding Feedback, or want to maintain ownership of any intellectual property contained in any specific Feedback, your sole option and recourse is to not submit such specific Feedback to Company.

• Fees and Optional Services

  • The basic Service is provided to You at no additional charge from Company. You are solely responsible for any fees or charges incurred to access the Service through an Internet access provider or other third party, including without limitation charges incurred to receive SMS messages or other mobile access, which may be billed to You or deducted from Your prepaid balance by Your mobile provider. You agree that Company is not liable in any way for any third-party charges. Company reserves the right to offer these Service and other services (Optional Service(s)) for a subscription or other fee. Any use of Optional Services will be governed by these terms and any additional terms specific to the applicable Optional Service(s) used by You.
  • Unless Company states in writing otherwise, all fees and charges for the Service are non-refundable.

• Disclaimers and Limitation of Liability

  • COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES, EITHER EXPRESS OR IMPLIED, OF ANY KIND WITH RESPECT TO THE SERVICES, INCLUDING BUT NOT LIMITED TO THE ACCURACY OR COMPLETENESS OF ANY INFORMATION CONTAINED THEREIN OR PROVIDED BY OR THROUGH THE SERVICE. THE SERVICE IS PROVIDED “AS IS” WITH NO WARRANTY. YOU AGREE THAT YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, VENDOR EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO THE SERVICES, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SATISFACTORY QUALITY, ACCURACY, TITLE AND NON-INFRINGEMENT, AND ANY WARRANTIES THAT MAY ARISE OUT OF COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OF TRADE. COMPANY DOES NOT WARRANT THAT THE SERVICE WILL OPERATE IN COMBINATION WITH HARDWARE, SOFTWARE, SYSTEMS OR DATA NOT PROVIDED BY COMPANY OR THAT THE OPERATION OF THE SERVICE WILL BE UNINTERRUPTED OR FREE OF VIRUSES OR ERRORS.
  • THE SERVICE INCLUDES INFORMATION PROVIDED FROM A VARIETY OF SOURCES AND THIRD PARTIES. THE PROVIDERS OF SUCH INFORMATION AND/OR OTHER SERVICES ON CIRYS ARE INDEPENDENT CONTRACTORS AND NOT AGENTS OR EMPLOYEES OF COMPANY OR ITS AFFILIATES. COMPANY’S DISPLAY OF SUCH INFORMATION DOES NOT IN ANY WAY IMPLY, SUGGEST, OR CONSTITUTE ANY SPONSORSHIP OR APPROVAL BY COMPANY OF SUCH INFORMATION OR ITS PROVIDERS. YOU AGREE THAT COMPANY IS IN NO WAY RESPONSIBLE FOR THE ACCURACY, TIMELINESS, OR COMPLETENESS OF INFORMATION IT MAY OBTAIN FROM THESE THIRD-PARTY SOURCES. YOUR INTERACTION WITH SUCH PROVIDERS IS AT YOUR OWN RISK. COMPANY AND ITS AFFILIATES WILL HAVE NO LIABILITY FOR THE ACTS, ERRORS, OMISSIONS, REPRESENTATIONS, WARRANTIES, BREACHES OR NEGLIGENCE OF ANY SUCH PROVIDERS OR FOR ANY PERSONAL INJURIES, DEATH, PROPERTY DAMAGE, OR OTHER DAMAGES OR EXPENSES RESULTING THEREFROM. COMPANY AND ITS AFFILIATES HAVE NO LIABILITY AND WILL MAKE NO REFUND IN THE EVENT OF ANY DELAY, CANCELLATION, OVERBOOKING, STRIKE, FORCE MAJEURE, OR OTHER CAUSES BEYOND OUR DIRECT CONTROL.
  • Limitation of Liability. IN NO EVENT WILL EITHER PARTY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR DAMAGES FOR LOSS OF PROFITS, REVENUE, BUSINESS, SAVINGS, DATA, USE OR COST OF SUBSTITUTE PROCUREMENT, INCURRED BY EITHER PARTY OR ANY THIRD PARTY, WHETHER IN AN ACTION IN CONTRACT OR TORT, EVEN IF THE OTHER PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR IF SUCH DAMAGES ARE FORESEEABLE. IN NO EVENT WILL COMPANY’S LIABILITY FOR DAMAGES HEREUNDER EXCEED THE LESSER OF (I) AMOUNTS ACTUALLY PAID BY YOU TO COMPANY FOR THE SERVICE OR US$500. THE PARTIES ACKNOWLEDGE THAT THE LIMITATIONS OF LIABILITY IN THIS SECTION AND IN THE OTHER PROVISIONS OF THIS AGREEMENT AND THE ALLOCATION OF RISK HEREIN ARE AN ESSENTIAL ELEMENT OF THIS TRANSACTION BETWEEN THE PARTIES, WITHOUT WHICH COMPANY WOULD NOT HAVE ENTERED INTO THIS AGREEMENT. COMPANY’S PRICING REFLECTS THIS ALLOCATION OF RISK AND THE LIMITATION OF LIABILITY SPECIFIED HEREIN. SOME STATES/COUNTRIES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND/OR EXCLUSION OR LIMITATION OF LIABILITY MAY NOT APPLY TO YOU.

• Termination

  This Agreement is effective until terminated by You or Company. Company may terminate this Agreement at any time upon (i) Your breach of any of the provisions hereof or (ii) upon electronic notice to You. Upon termination of this Agreement, You will cease all use of the Service.